Forming an SAS
You want to launch a venture with an agile structure, quick to set up, and with flexible management and capital rules.
The SAS is governed by Law 27,349, not by the general regime of Law 19,550 applicable to the SA or the SRL; it is an autonomous corporate form with its own dynamics.
- Define the shareholders, their interests and the type of contributions
- Choose a company name and check its availability
- Draft the corporate purpose and the management rules
- Determine the capital and how it will be paid up
- Appoint administrators and a legal representative
What the SAS is and who it suits
The Simplified Stock Corporation (SAS) was created by Law 27,349 as a vehicle designed to streamline corporate life. It can be formed by one or several individuals or legal entities, with a flexible bylaw structure and governance bodies adaptable to the size of the project.
It is a common option for startups, projects with investors and family structures seeking simplicity. It allows management rules, remote meetings and capital contributions to be agreed on terms that other corporate forms do not offer with the same breadth.
Capital, contributions and liability
Capital is divided into shares and shareholders limit their liability to the payment of the shares they subscribe. Law 27,349 allows contributions in cash and in kind, with payment rules that we define according to the project.
We draft bylaws that anticipate growth: classes of shares, majorities, the management regime, and provisions on the transfer of interests to avoid future conflicts.
Common mistakes
- Copying generic bylaws that do not reflect the actual agreement between shareholders
- Defining a corporate purpose that is too narrow for the projected business
- Failing to provide for exit clauses or share transfer clauses
- Confusing the SAS regime with that of the SA under Law 19,550
Frequently asked questions
How many shareholders are needed for an SAS?
Is the SAS suitable for bringing in investors?
Can I later convert to another corporate form?
Form your SAS with tailored bylaws
We analyze your project and design the most suitable corporate structure. Write to us to schedule a consultation.
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